From start-up to IPO 17-19 October 2021 Maison du Barreau, Paris, France - International Bar Association
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A conference presented by the IBA Closely Held and Growing Business Enterprises
Committee and the IBA Corporate and M&A Law Committee, supported by the IBA
European Regional Forum, the IBA Securities Law Committee, the IBA Healthcare and
Life Sciences Committee and the IBA Technology Committee
From start-up to IPO
17–19 October 2021
Maison du Barreau, Paris, France
Follow us
@IBAevents
#IBAStartup
Now that European corporate and finance activity is on track for a record year, we
are proud to present the first in-person IBA Conference in this sector to be held in
Europe after Covid-19 interrupted in our lives. This premier conference will deal with
all that transactional lawyers need to know to better advise our corporate clients from
their early stages, through growth and up to IPOs or other sophisticated exits. We will
discuss the most remarkable trends in governance, funding, M&A, venture capital,
private equity, IPOs and other relevant corporate and finance topics.
The conference will cover the main phases of a successful growing enterprise, with
leading practitioners and industry speakers who will share with us their ‘war stories.’
We will also be able to interact through thematic workshops, followed by networking
opportunities.
If you are a transactional lawyer, this conference will be a unique opportunity to
closely participate and discuss the trends, challenges, theory and successes shared
among speakers and delegates.
Paris will also bring us the opportunity to organise our traditional social events to
interact and meet old and new friends in a relaxed and easy-going environment
REGISTER BEFORE
27 SEPTEMBER
TO RECEIVE EARLY
REGISTRATION
DISCOUNTS
FOR MORE INFORMATION AND TO BOOK ONLINE VISIT
WWW.IBANET.ORG/CONFERENCE-DETAILS/CONF2057Programme
Conference Co-Chairs
André Dufour Borden Ladner Gervais, Montréal QC; Co-Chair, IBA Corporate and M&A Law Committee
Christian Hoedl Uria Menendez Abogados SLP, Madrid; Co-Chair, IBA Corporate and M&A Law Committee
Alejandro Paya Cuatrecasas, Barcelona; Senior Vice Chair, IBA Closely Held and Growing Business Enterprises Committee
Marco Rizzi Bratschi Ltd, Zürich; Chair, IBA Closely Held and Growing Business Enterprises Committee
Sunday 17 October
Informal afternoon walking tour – to be confirmed. The reception is open to all registered delegates.
Dress code: Jacket and tie or equivalent wear is compulsory. Jeans
1900 – 2300 Reception offered by the Local Host Committee are not permitted and the use of mobile phones is not allowed in
Cercle de l’Union Interalliée the common areas.
33 rue du Faubourg Saint-Honoré, Paris 75008
A harbour of peace in the heart of Paris, with its magnificent
salons, its splendid gardens, its contemporary sports complex, its
quality cuisine and its rich century-old history, it helps maintain the
art of fine living French-style. What a better place to meet your
IBA friends in person after such a long time?
Host committee reception sponsors
renault & thominette
vignaud reeve A V O C A T SMonday 18 October
0845 – 0900 Miguel Tornovsky Pinheiro Neto Advogados, São Paulo ; Special
Welcome address from the Conference Co-Chairs Projects Officer, IBA Latin American Regional Forum
0900 – 1000 1100 – 1130 Coffee/tea break
Ten top provisions an entrepreneur should
consider when planning early-stage rounds 1130 – 1230
Many founders believe that as their business grows, they will lose Keynote debate by leading entrepreneurs,
control of their board and the main strategies of their company. managers and investors
This is not unfounded: in a study of approximately 5,000 This session will address the fact that there is no one-size-fits all
companies, founders generally retained only about 45 per cent format for growth and will ask important questions, such as:
of total ownership and had to give up significant control over • Should an IPO be the end goal?
the board after an early stage investment. Fortunately, there are • Are strategic acquisitions a more suitable exit strategy?
various ways that founders can protect and control the destiny of • What does it take to become a unicorn?
their business even as it scales to new heights and entrepreneurs • Why do start-ups fail?
need to bring on new stakeholders. These include certain • Is the Big Tech market overheating?
provisions on types of issued stock and board protection clauses,
among others. In this panel we will explore the tried and tested A panel of entrepreneurs, managers and investors will share their
methods that funders can employ to ensure they maintain some thoughts about their experiences and their view on the current
semblance of power over their business. market.
Moderators Moderators
Andreas Kloyer Luther, Frankfurt; European Regional Forum Jean-Philippe Jacob Moisand, Boutin & Associés, Paris
Liaison Officer, IBA Closely Held and Growing Business Enterprises Renaud Thominette Renault Thominette Vignaud & Reeve, Paris
Committee Nicole Van Ranst Newton Law, Diegem, Belgium; Corporate
Luciana Tornovsky Demarest, São Paulo; Secretary and Latin Counsel Forum Liaison Officer, IBA Closely Held and Growing
American Regional Forum Liaison Officer, IBA Closely Held and Business Enterprises Committee
Growing Business Enterprises Committee
Speakers
Speakers Frédéric Altenbourger General Counsel, BlaBlaCar, Paris
Ivan Delgado Perez-Llorca, Madrid; Conference Quality Officer, Jean-David Chamboredon CEO ISAI, Paris
IBA Closely Held and Growing Business Enterprises Committee Guilhem de Vregille Partner, XAnge, Paris
Lise Lotte Hjerrild Horten, Copenhagen ; LPD Council Member, Olivier Hua former CEO Visiomed, Paris
Senior Vice Chair, IBA’s Women Lawyer’s Interest Group Vincent Huguet Founder & CEO Malt, Munich
Elke Napokoj bpv Hügel Rechtsanwälte GmbH, Vienna
Louis Oudot de Dainville Gide, Paris 1230 – 1400 Lunch break
Ilona Zekely Egorov Puginsky Afanasiev & Partners, Moscow;
Human Rights Officer, IBA European Regional Forum 1400 – 1500
How to efficiently advise our clients. Pan-
1000 – 1100 European lean investment documents.
Beyond Venture Capital: the fundraising The rationale and economics of venture investments in start-ups
alternatives for start-ups are substantially the same all over the globe, with similar deal
Start-ups at all stages of the growth company lifecycle are in a terms and mechanics. The implementation into legal documents
‘seller’s market’, with growing competition for the best deals. remains very heterogeneous throughout different jurisdictions,
Venture capital deals may be exploding across the globe, but there although introducing standardised terms would contribute to
is increasing competition from other sources of capital. This panel make such investments more efficient. As a result, a working
will examine recent trends and the state of play in the growth group of some 40 specialised lawyers from numerous European
company finance ecosystem, from start-up through to the later jurisdictions have identified the seven most important areas and
stages. have drafted model Pan-European standard clauses, which will
be presented during this session. This is part of an international
Moderators
discussion and review, the goal of which is to produce – to
Giuseppe Coco Ughi e Nunziante, Milan; Young Lawyers’
the extent possible – lean standard clauses that are generally
Committee Liaison Officer Closely Held and Growing Business
acceptable throughout Europe.
Enterprises Committee
Noreen Weiss MacDonald Weiss PLLC, New York; Membership Moderators
Officer, Closely Held and Growing Business Enterprises Committee Marco Rizzi Bratschi Ltd, Zurich; Chair, IBA Closely Held and
Growing Business Enterprises Committee
Speakers
Antonia Verna Portolano Cavallo, Rome; Vice Chair, Diversity and
Christian Becker GÖRG Partnerschaft von Rechtsanwälten mbB,
Inclusion Group, IBA European Regional Forum
Munich
Jens Wenzel Hengeler Mueller, Berlin
Frédéric Cohen Foley Hoag, Paris
Sharon Gazit Goldfarb Seligman & Co, Tel Aviv; Co-Chair, IBA Speakers
Healthcare and Life Sciences Law Committee
Monday continued
Emma Dansbo Cirio Advokatbyrå AB, Stockholm Isabella Ramsay Mannheimer Swartling, Stockholm; Secretary,
Grzegorz Pobozniak Kubas Kos Galkowski, Warsaw Corporate Governance Subcommittee, IBA Corporate and M&A
Luís Roquette Geraldes Morais Leitão, Lisbon Law Committee
Jean-Claude Rivalland Allen & Overy, Paris; Publications Officer,
1500 – 1600 IBA Corporate and M&A law Committee
M&A and Politics: two compatible worlds? Speakers
How to steer M&A in an increased political Ezra Davids Bowmans, Johannesburg
environment. Nanette Heide Duane Morris, New York
In the current environment, it is almost impossible to carry out Malcolm Walton Macfarlanes, London
an M&A transaction without having to deal, in one way or the Angela Wang Legal Counsel, DP World, Dubai
other, with political aspects that may interfere or facilitate such
transactions. This session will aim at addressing these two most 1600 – 1630 Coffee/tea break
common illustrations of government interaction with M&A
execution: 1630 – 1730
Strategic alliances and mergers in consolidating
Political interference: sectors
• Foreign Direct Investment (FDI) regime: while activism from This session will outline the industry sectors and players in
government authorities has increased substantially during Covid-19 times: what has changed, which sectors have been
the past few years, their ability to handle submissions adversely, or positively, impacted from the pandemic and what
expeditiously has not developed in synch. This has resulted in strategic alliances and mergers have been made. It will also focus
prolonged periods between signing and closing and increased on new trends in JV, such as: vertical integrations; the growth
unpredictability as to ultimate outcomes. In particular, this is of the private equity market; the increased amount of distressed
true to new processes around FDI approvals. We will focus in M&A funds; and the subsequent impact on corporate governance
this section on how to handle this uncertainty in practice and during Joint Ventures term and exit strategy.
contractually, for example, through case studies.
• Other types of intervention: in certain situations where either Moderators
FDI regime does not exist or is not applicable, governments Martin Brodey DORDA Rechtsanwälte GmbH, Vienna;
have used other tools to control, and sometimes repel, foreign Conference Coordinator Europe, IBA Corporate and M&A law
investments in their country Committee
Gabriella Covino Gianni & Origoni; Chair, Corporate Governance
Political facilitation: Subcommittee, IBA Corporate and M&A Law Committee
• Governments acting as investors: we will address how States Speakers
endorse the role of investor to make a venture capital type of Dovilė Burgienė Walless Burgienė Reciunas and Partners, Vilnius;
investment or acquire minority investments to support certain Vice Treasurer, IBA Corporate and M&A Law Committee
sectors of the economy for a wide variety of motives. Rabindra Jhunjhunwala Khaitan & Co, Mumbai; Regional Fora
• Government acting as actors: in certain situations, States will Liaison Officer, IBA Corporate and M&A Law Committee
go as far as to nationalise certain companies. This has been a Stefan Knobloch Walder Wyss, Zurich
constant feature of governmental intervention in the economy,
and this part of the session will focus on how nationalisations
has evolved in recent years on a global scale and will identify
general trends.
ModeratorsTuesday 19 October
0900 – 1000 Moderators
Environmental, social and governance (ESG) and Ralf Morshäuser Gleiss Lutz, Munich; Education Officer, IBA
activism: are shareholder activists championing Corporate and M&A law Committee
Hans Witteveen Stibbe, Amsterdam; Treasurer, IBA Corporate
or hijacking the ESG message?
and M&A Law Committee
Shareholder activism and ESG are at the forefront of board
agendas, shareholder focus and the headlines of the financial Speakers
press. This panel will discuss the factors that have brought these Helen Croke Ropes & Gray, London
two trends to the fore, examine convergences and divergences Elodie Froidure Crédit Agricole CIB, Paris
between them and consider whether they are two sides of the Nadège Nguyen Gide Loyrette Nouel, Paris
same coin or something else. We will also consider the roles of Johanna Wärnberg Hannes Snellman, Stockholm
lawyers, regulators and courts in relation to these matters.
1100 – 1130 Coffee/tea break
Moderators
Bertrand Cardi Darrois Villey Maillot Brochier, Paris; Vice Chair,
1130 – 1230
Corporate Governance Subcommittee, IBA Corporate and M&A
IPOs, special-purpose acquisition companies
Law Committee
Damien Zoubek Cravath, Swaine & Moore, New York; Secretary, (SPACs) and other exit trends
IBA Corporate and M&A law Committee The past year has seen major developments in IPOs, exits in
general, and, of course, SPACs. Traditional providers of equity
Speakers
alongside buyers are suddenly faced with competition from SPACs.
David Chase Lopes Proxy Advisor, DF King, Paris
Is this a real threat for them? What does the SPAC offer to selling
Caroline Ruellan Counsel, SONJ and President, Cercle des
shareholders and target companies? IPOs are more abundant than
Administrateurs, Paris
ever, but somewhat contradictory, transactions are structured
Willianne van Zandwijk Nauta Dutilh, Amsterdam
increasingly with a view to decreasing market risk; for example, by
eliminating retail offerings where legally possible and by securing
1000 – 1100
significant cornerstone commitments. In certain markets, founders
The Perfect Exit – dos and don’ts when selling a and selling shareholders are permitted to retain long-term control
business through an M&A process in the current after IPO. Is this here to stay? Does this differ from what we see
market environment in the US? If you decide to exit, which of the various available
After a short slowdown caused by the pandemic, M&A is back on tracks do you choose - or should you not choose at all? What has
track with unprecedented force in many countries and it appears recently changed from a purely legal perspective? The panel will
that the markets are even more seller-friendly than before. The discuss these and many more topics in an efficient to-the-point
panel will focus on how the perfect exit (if there is such a thing) manner, with plenty of room for delegates to join in.
can be achieved under these conditions; compare market trends Moderators
across different jurisdictions and industries; discuss different Jan Willem Hoevers De Brauw Blackstone Westbroek N.V.,
transaction set-ups from exclusive negotiations to auction and Amsterdam; Vice Chair, IBA Securities Law Committee
combinations thereof; and highlight the dos and don’ts when Marie-Laurence Tibi Cleary Gottlieb Steen & Hamilton, Paris
selling a business. Discussions will cover the full scope of a sell-
side transaction from preparation of the asset, the marketing and Speakers
negotiation phase all the way to signing and closing, and will Mariano Colmenar-Gotor EMEA ECM Managing Director, JP
include the early detection of regulatory risks, the approach to the Morgan, London
first purchase agreement draft, purchase price concepts and the Nicholas Dorsey Cravath, Swaine & Moore LLP, New York
minimisation of seller’s liability; and how to best combine a carve- Pere Kirchner Cuatrecasas, Barcelona
out with the M&A process.
The IBA, its officers and staff accept no responsibility for any views expressed, presentations or materials produced by delegates or speakers at the Conference.Information
Date Language
17 – 19 October 2021 All working sessions and Conference materials will be in English.
Venue How to register
Maison du Barreau Register online by 13 October 2021 at https://www.ibanet.org/
2 rue de Harlay conference-details/CONF2057 and make payment by credit card to avail
75001 Paris of the ten per cent online registration discount or complete the attached
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Online registrations received: member of the IBA for the year in which this conference is held, which
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on or before until
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Hard copy registration forms and fees received:
on or before after A reduced rate is offered to lawyers who are over the age of 65, have been
27 September 27 September an IBA member for more than 20 years and are no longer practising law.
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• Attendance at all working sessions
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submitted to the IBA before 13 October.
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• Access to the above Conference working materials from the IBA website
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• Lunch on Monday
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• Invitation to host committee Reception on 17 October.
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Should you have difficulties in obtaining your visa and are not able to
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Social programme
Sunday 17 October
1900 – 2300 Reception offered by the Local Host Committee
Cercle de l’Union Interalliée
33 rue du Faubourg Saint-Honoré, Paris 75008
One place per registered delegate is permitted.
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From start-up to IPO
18 – 19 October 2021 Maison du Barreau, Paris, France
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PLEASE REGISTER BY 13 OCTOBER ONLINE AT WWW.IBANET.ORG/CONFERENCE-DETAILS/CONF2057
IBA MEMBERS CAN REGISTER ONLINE BY 27 SEPTEMBER FOR €875, PLEASE SEE ‘INFORMATION’ FOR FURTHER
ONLINE REGISTRATION DETAILS.
HARD COPY REGISTRATION FORMS AND FEES RECEIVED: on or before 27 September after 27 September amount payable
IBA member €975 €1,090 €
Non-member* €1,145 €1,260 €
Young lawyers (under 30 years) €730 €1,260 €
Academics/judges (full-time) €730 €1,260 €
Public lawyers £730 £1,260 €
Corporate counsel** £875 £1,260 €
TOTAL AMOUNT PAYABLE €
*JOIN THE IBA TODAY AND REGISTER FOR THIS CONFERENCE AT THE IBA MEMBER RATE.
PLEASE FIND THE MEMBERSHIP APPLICATION FORM AT WWW.IBANET.ORG.
**A REDUCED RATE IS OFFERED TO IBA CORPORATE GROUP MEMBERS.
PLEASE REGISTER ONLINE TO OBTAIN A 25 PER CENT DISCOUNT ON THE IBA MEMBER FEE
A REDUCED RATE IS OFFERED TO LAWYERS WHO ARE OVER THE AGE OF 65, HAVE BEEN AN IBA MEMBER FOR MORE THAN
20 YEARS AND ARE NO LONGER PRACTISING LAW. PLEASE CONTACT THE IBA OFFICE FOR FURTHER INFORMATION.
FULL PAYMENT MUST BE RECEIVED IN ORDER TO PROCESS YOUR REGISTRATION.
PLEASE NOTE THAT REGISTRATIONS ARE NOT TRANSFERABLE.METHODS OF PAYMENT
By credit card
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Note: please do not send your credit card details on the registration form or within an email or fax.
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Registration forms received without proof of payment will NOT be processed until proof of payment has been received.
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OFFICIAL CORPORATE SUPPORTER
WHY ATTEND?
The IBA Global Showcase will highlight
the diverse work and achievements
of the IBA’s membership in many key
areas of policy and practice. There will
also be sessions specifically designed for
key groupings within the membership.
All this will be enlivened by a mix of
We are excited to announce the launch of the
interviews and discussions with leading
IBA Global Showcase, which will take place online
commentators as well as plenty of
25-29 October 2021 with FREE registration.
opportunities for networking amongst
Through a series of high-profile expert sessions, your peers.
some of the biggest issues and challenges facing Participate – take part in real time in
the global legal profession will be discussed, with discussion with leading global figures
speakers sharing ideas and solutions and give you in the legal community
the opportunity to hear from a great line up of Share knowledge – contribute to the
high-profile speakers. debate and share your experience
Community – be part of the global
legal community joining together to
share this experience
Business development – meet your
peers from around the world at
networking events
Learn – an opportunity to hear from
the world’s leading experts on issues
facing the global legal community
Great speakers – hear from a great
line up of internationally renowned
speakers
Live or on-demand – unable to join
live? View the recordings of each
session available 24 hours after the
session.
REGISTER YOUR INTEREST NOW AT
www.ibanet.org/conference-details/CONF2013International Bar Association
the global voice of the legal profession
The International Bar Association (IBA), established in 1947, is the world’s leading organisation of international legal practitioners, bar associations,
law firms and law societies.
The IBA influences the development of international law reform and shapes the future of the legal profession throughout the world. It has a
membership of more than 80,000 individual lawyers and more than 190 bar associations and law societies spanning over 170 countries.
Inspired by the vision of the United Nations, the IBA was founded in the same spirit, just before the Universal Declaration of Human Rights was
proclaimed in 1948.
The IBA covers all practice areas and professional interests, providing members with access to leading experts and up-to date information, enabling
them to better represent their clients’ interests.
Through its various committees, fora and task forces, the IBA facilitates the exchange of information and views among its members as to laws,
practices and professional responsibilities relating to the practice of law around the globe.
Closely Held and Growing Business Enterprises Committee Corporate and M&A Law Committee overview
overview
Corporate law is central to every modern economy, whether developed
The mission of the Closely Held and Growing Business Enterprises or developing. Internationalisation and globalisation of economic
Advert space
Committee is to address issues of particular interest to start ups, owner-
managed, closely held and family businesses and their legal advisors,
and to organisations with ambitions for growth.
activity make corporate law and mergers and acquisitions issues central
to the practice of business law.
The Corporate and M&A Law Committee aspires to be the leading
The committee’s aim is to provide a focus for the different needs of global forum for the education, exchange of know-how and
ownership, management and financing of such organisations. networking of corporate, corporate compliance, private equity, and
M&A practitioners around the world.
Particular focus is placed on:
• management and ownership issues; The Committee pursue our goals through three main initiatives:
• finance and the raising of tier one and two capital; • The organisation of regular (annual or bi-annual) M&A specialist
• shareholder issues and agreements; conferences around the globe;
• business succession plans; • The online publication of country-by-country legal guides on
• exit planning; important corporate and M&A related topics; and
• relationships with outside investors; • The offering of a comprehensive programme of interactive panels and
• protection of minority interests; events during the IBA Annual Conference, with educational sessions
• dispute monitoring and resolution; aimed at more junior fellow attorneys, highly sophisticated panels
• the role of professionals in management and advisory roles; and for the more seasoned professional and a committee dinner that
• relevant issues arising from tax, employment, real estate, estate regularly draws over 200 M&A practitioners from around the world.
planning and family law.
The Committee presents sessions at IBA Annual Conferences on
methods of delivering legal education, including skills training and
electronic presentation. It also presents programming on other issues of
great importance to law schools, such as accreditation, job placement
of graduates and the role of law schools in continuing the professional
development of their graduates. In addition, the committee organises
law book donations to law faculties in developing countries and
contributes to the IBA developing bar conferences when appropriate.
The committee publishes a newsletter annually.
Contact information
International Bar Association
5 Chancery Lane, London WC2A 1LG, United Kingdom
Tel: +44 (0)20 7842 0090
Email: member@int-bar.org www.ibanet.orgYou can also read
